Vermont Securities Law Exemptions
**Note: These are some common or notable exemptions that are available under Vermont state law, this is not an exhaustive list of available exemptions.**
Solar/Utility No-Action (“SUN”) Exemption
The Vermont Solar/Utility No-Action (“SUN”) Exemption 1 provides an exemption from the requirements of the Vermont Uniform Securities Act for certain community solar projects (“CSP”) that might otherwise have to register with the Vermont Department of Financial Regulations. A community solar project is defined as
“a solar electric generation facility, which is a group net metering system (pursuant to 30 V.S.A. 219a and 219b) located in or near a community served by an interconnecting electric company subject to public service board jurisdiction. In a CSP, multiple ratepayers jointly own, lease, or otherwise invest in a single solar photovoltaic facility (i.e. using a single meter to measure output) and receive net metering credits on their electric bill based on their allocation of the energy produced and sold by the system.”
The SUN Exemption creates four exemption categories based on the degree of risk to the Investor. Therefore, if the offer or sale of a CSP investment contract accords with one of the four categories and all general conditions, it can be carried out without any filings or Department approvals. The four exemptions are as follows:
Consumer Exemption: No upfront payments are required, payments are made in reasonable installments over time, and investors have a termination right.
Financing Exemption: The Investor participates in financing of the CSP development through deposits, upfront payments, long-term commitments and without a low-cost termination right. Several additional conditions apply, including mandated specific contract verbiage, comprehensive disclosure requirements, a maximum of $2,000,000 collected from Investors in any twelve month period, and a required certification of services from a participating utility responsible for calculating and applying the net metering credit.
Commercial Exemption: Investors are incorporated or government entities.
De Minimis Exemption: A group of 10 or fewer Investors have a pre-existing substantive relationship with each other and the project is not generally advertised nor solicited.
Note that the SUN Exemption is only available to projects generating electricity from solar energy, and only contemplates a return of net metering credits rather than profits realized from earnings, capital appreciation, or other means.
- Order, State of Vermont Department of Financial Regulation, Securities Division, Docket No. 14-023-S, July 21, 2014. Available at http://www.dfr.vermont.gov/sites/default/files/S.U.N.%20Securities%20Exemption%2014-023-S.pdf. ↩